8-KExhibits & Filings

WELLS FARGO & COMPANY/MN 8-K Report, Exhibit Filing (Jan 23, 2026)

Filed January 23, 2026For Securities:WFCWFC-PDWFC-PCWFC-PYWFC-PAWFC-PLWFCNPWFC-PZ

Summary

Wells Fargo & Company/MN (WFC) has filed a Form 8-K to disclose the issuance of $7.5 billion in Medium-Term Notes, Series Y. These notes are structured with various maturity dates and interest rate mechanisms, including floating rate and fixed-to-floating rate options. The issuance is part of the company's broader financing strategy, supported by a Registration Statement on Form S-3 previously filed with the SEC. The filing includes the forms of these notes and an independent legal opinion. This debt issuance represents a significant capital raise for Wells Fargo, providing the company with substantial liquidity. Investors in these notes are essentially lending to Wells Fargo, with the terms and conditions detailed in the respective note forms. The filing does not indicate any new operational developments or financial performance metrics, but rather focuses on the company's debt financing activities. Shareholders should note that this issuance increases the company's leverage but also provides capital for potential future investments, operations, or debt refinancing.

Key Highlights

  • 1Wells Fargo issued a total of $7.5 billion in Medium-Term Notes, Series Y.
  • 2The notes include various maturities: 2030, 2037, and 2047.
  • 3The issuance comprises both Senior Redeemable Floating Rate Notes and Senior Redeemable Fixed-to-Floating Rate Notes.
  • 4The debt offering is registered under Wells Fargo's existing Form S-3 Registration Statement (File No. 333-287868).
  • 5The filing includes the specific forms of the four different note series and a legal opinion from Faegre Drinker Biddle & Reath LLP.
  • 6This is a debt financing event, not an equity issuance or a change in business operations.

Frequently Asked Questions

Wells Fargo is issuing a total of $7.5 billion in Medium-Term Notes, Series Y.

The notes include: $500 million in Senior Redeemable Floating Rate Notes due 2030, $2 billion in Senior Redeemable Fixed-to-Floating Rate Notes due 2030, $3.5 billion in Senior Redeemable Fixed-to-Floating Rate Notes due 2037, and $2 billion in Senior Redeemable Fixed-to-Floating Rate Notes due 2047.

This issuance relates to debt financing and does not directly impact the number of outstanding shares or the ownership structure of Wells Fargo. It increases the company's total debt obligations.

The purpose of this filing is to provide the official documentation of the newly issued Medium-Term Notes, Series Y, and to include the legal opinion from Faegre Drinker Biddle & Reath LLP, confirming the validity and legality of these debt securities, as required by SEC regulations.